NOTICE OF ANNUAL GENERAL MEETING

HOWICK PLACE VICTORIA STREET TUESDAY, 18 MAY 2021 VICTORIA STREET

THIRLEBY ROAD

TERMINUS PLACE CARLISLE PL AMBROSDEN AVENUE AT 2:00 P.M. TERMINUS PLACE ASHLEY PLACE

VAUXHALL BRIDGE ROAD MORPETH TERRACE

CARLISLE PLACE AGM ARRANGEMENTS Park Plaza Victoria Hotel WILTON RD 239 Vauxhall Bridge Road Pimlico VICTORIA STATION BUCKINGHAM PALACE ROAD WILTON ROAD London SW1V 1EQ STILLINGTON STREET FRANCIS STREET

KEY TIMINGS PARK PLAZA VICTORIA HOTEL 1:30 P.M. 239 VAUXHALL BRIDGE ROAD Doors open and shareholder

registration will commence HUDSON’S PLACE 2:00 P.M. AGM will commence

WILTON ROAD

WILTON RD ROCHESTER ROW VAUXHALL BRIDGE RD GILLINGHAM STREET

HUGH STREET

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. PLEASE READ IT STRAIGHT AWAY. If you have any doubts about what action you need to take, you should immediately consult your stockbroker, solicitor, accountant or other independent professional adviser authorised under the Financial Services and Markets Act 2000 if you are resident in the United Kingdom or, if you reside elsewhere, another appropriately authorised financial adviser. If you have sold or transferred all of your shares, you should pass this booklet and accompanying documents to the person through whom you sold or transferred them, to forward to the purchaser or transferee. If you have sold or transferred only part of your shareholding, you should keep these documents.

35_VIVO_AR20_Notice_of_Meeting_v71.indd 3 23/03/2021 11:58 NOTICE OF MEETING

CHAIRMAN’S LETTER DEAR SHAREHOLDER

The 2021 Annual General Meeting (the ‘AGM’) of plc (the ‘Company’) is to be held at the Park Plaza Victoria Hotel, 239 Vauxhall Bridge Road, Pimlico, London SW1V 1EQ, United Kingdom on Tuesday, 18 May 2021 at 2:00 p.m. The AGM is an opportunity for shareholders to express their views directly with the Board and I hope you will take the opportunity to do so.

The Notice convening the meeting and an We do not anticipate that all of our Directors explanation of the business to be considered will be able to attend the meeting in person at the meeting is set out on pages 3 to 7. due to travel restrictions and health and safety requirements. If any Director is unable Information in respect of each of the to attend in person, we will endeavour to Directors standing for election or re-election ensure that he/she can attend by phone. is on pages 10 and 11. Should the situation permit, we will also Although it is our intention to hold the AGM endeavour to hold a shareholder forum at the time and venue set out in this Notice, later in the year to provide an opportunity we continue to closely monitor the impact of for our shareholders to engage with the the COVID-19 outbreak in the United Kingdom Directors and Senior Executive Team. and how it may affect the arrangements for I would like to thank our shareholders for JOHN DALY this year’s AGM. Current guidance issued by their understanding in these challenging times. CHAIRMAN the UK Government, particularly in relation to social distancing, advises people to take Please note that we have established various measures to reduce the transmission a dedicated section of our website of COVID-19 including avoiding non-essential https://investors.vivoenergy.com/shareholder- contact, avoiding large gatherings and avoiding information/agm-information where we will non-essential use of public transport. It is provide updates on our AGM plans, should anticipated that indoor meetings will be able that be necessary. to take place from 17 May 2021 but we strongly QUESTIONS advise shareholders to carefully check the If you have any questions about the AGM Government’s guidance and advice in place or your shareholding, please contact our at the time of the AGM and to respect and Registrar, Link Group. Their contact details follow it. are available in the additional notes to the In line with the above we encourage our Notice of AGM on page 9. UK shareholders to register their votes on the RECOMMENDATION resolutions to be put to the AGM by voting The Board considers that all the proposed online and recommend that the shareholders Resolutions are in the best interests of the appoint the Chair as their proxy. You will need Company and its shareholders as a whole. to log on to www.signalshares.com and follow The Directors unanimously recommend that the instructions given. A paper proxy form you vote ‘FOR’ the resolutions to be proposed will be sent to our South African registered at the AGM, as the Directors intend to do shareholders. Please return your proxy so in respect of their own beneficial holdings as soon as possible and in any event prior (other than in respect of those resolutions to 2:00 p.m. on Friday, 14 May 2021 (UK)/ in which they are interested). 3:00 p.m. SAST on Thursday, 13 May 2021 () or not less than 48 hours before the time of the meeting or any adjourned JOHN DALY meeting. Further information is included CHAIRMAN in the additional notes on pages 8 and 9.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 2 23/03/2021 12:00 THE RESOLUTIONS

Notice is hereby given that Vivo Energy plc (‘Vivo Energy’ or the ‘Company’) will hold its Annual General Meeting (‘AGM’) at the Park Plaza Victoria Hotel, 239 Vauxhall Bridge Road, Pimlico, London SW1V 1EQ, United Kingdom on Tuesday, 18 May 2021 at 2:00 p.m. to consider and, if thought fit, to pass the Resolutions set out on the following pages. Resolutions 1 to 15 (inclusive), and 19 will be proposed as Ordinary Resolutions and Resolutions 16 to 18 and 20 will be proposed as Special Resolutions. There will be a poll vote on all Resolutions. The Board recommends you vote ‘FOR’ Resolutions 1 to 20.

REPORT AND ACCOUNTS FINAL DIVIDEND Resolutions 7 to 10 relate to the 1. To receive the Company’s accounts, 3. To declare a final dividend of re‑election of Thembalihle Hixonia Nyasulu, the strategic report and reports of the 3.78865 US cents per ordinary share Carol Arrowsmith, Christopher Rogers Directors and the auditor for the year for the year ended 31 December 2020. and Gawad Abaza who are the Directors ended 31 December 2020. Note: This Resolution seeks shareholder that the Board has determined are Note: Shareholders are required to receive approval for the final ordinary dividend Independent Directors for the purposes the Company’s accounts for the financial recommended by the Directors. of the 2018 UK Corporate Governance Code. year which ended on 31 December 2020. The Directors are recommending Under the Listing Rules, Vitol Africa B.V. These include both the consolidated accounts a final dividend of 3.78865 US cents and VIP Africa II B.V. (together ‘Vitol’) are and Vivo Energy’s stand-alone accounts, per ordinary share. controlling shareholders of the Company together with the strategic report and the If approved, the final dividend will be paid on as together they exercise or control more reports of the Directors and the auditor. 25 June 2021 to shareholders on the register than 30 per cent of the voting rights of the These are all contained in the Annual Report on 28 May 2021. Company. Accordingly, the election of any and Accounts 2020 which can be found on Independent Director by shareholders must our website at https://investors.vivoenergy.com. ELECTION OF DIRECTORS be approved by a majority vote of both: 4. To re-elect John Daly as a Director. REMUNERATION i. the shareholders of the Company; and 5. To re-elect Christian Chammas 2. To approve the Directors’ Remuneration ii. the independent shareholders of the as a Director. Report for the year ended 31 December Company (that is the shareholders of the 2020 as set out on pages 94 to 112 of 6. To elect Doug Lafferty as a Director. Company entitled to vote on the election the Annual Report and Accounts 2020. 7. To re-elect Thembalihle Hixonia Nyasulu of Directors who are not controlling Note: The Directors’ Remuneration Report as a Director. shareholders of the Company). (other than the Directors’ Remuneration 8. To re-elect Carol Arrowsmith Therefore, the votes of Vitol will be Policy) sets out details of Directors’ as a Director. excluded when calculating the votes remuneration and will be subject to a 9. To re-elect Christopher Rogers of the independent shareholders. shareholder vote. In accordance with the as a Director. relevant regulations and consistent with market Resolutions 7 to 10 are therefore being 10. To re-elect Gawad Abaza as a Director. practice, this shareholder vote is advisory. proposed as ordinary resolutions which 11. To re-elect Javed Ahmed as a Director. all shareholders may vote on, but in addition, The Annual Report on Directors’ 12. To re-elect Temitope Lawani the Company will separately count the number Remuneration is set out on pages 99 to 112 as a Director. of votes cast by independent shareholders in of the Annual Report and Accounts 2020. favour of the resolutions (as a proportion of Note: In order to comply with best practice the total votes of independent shareholders under provision 18 of the 2018 UK Corporate cast on the resolutions) to determine whether Governance Code, all Directors should be the second threshold referred to in (ii) above, subject to annual re-election. All Directors has been met. The Company will announce currently in office will seek election or the results of the resolutions on this basis as re‑election at the AGM. Separate Resolutions well as announcing the results of the ordinary are proposed for each of these elections. resolutions of all shareholders.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 3 23/03/2021 12:00 NOTICE OF MEETING

THE RESOLUTIONS CONTINUED

Under the Listing Rules, if a resolution to elect This is set out below: AUDITORS an Independent Director is not approved by Previous/existing relationships: The Company 13. To re-appoint PricewaterhouseCoopers a majority vote of both the shareholders as a has received confirmation from each of the LLP as the Company’s auditor until the whole and the independent shareholders of Independent Directors that, except as already end of the next general meeting at which the Company at the AGM, a further Resolution disclosed, there is no existing or previous accounts are laid before the Company. may be put forward to be approved by the relationship, transaction or arrangement Note: The Company has to appoint the auditor shareholders as a whole at a meeting which that the Independent Directors have or at each general meeting at which accounts are must be held more than 90 days after the date have had with the Company, its Directors, presented, to hold office until the end of the of the first vote but within 120 days of the first any controlling shareholder or any associate next meeting of that type. This Resolution, vote. Accordingly, if any of Resolutions 7 to of a controlling shareholder. which is recommended by the Audit 10 are not approved by a majority vote of the and Risk Committee, proposes the Effectiveness: Biographical details for each of Company’s independent shareholders at the re-appointment of the Company’s existing the Directors can be found on pages 10 and 11. AGM, the relevant Director(s) will be treated auditor, PricewaterhouseCoopers LLP, for as having been elected only for the period The Board considers, following a formal Board the financial year ending 31 December 2021. from the date of the AGM until the earlier of: effectiveness review, that each Director 14. To authorise the Audit and Risk i. the close of any general meeting of the continues to contribute effectively and to Committee, for and on behalf Company, convened for a date more demonstrate commitment to his or her role. of the Directors, to determine than 90 days after the AGM but within This consideration of effectiveness is based the remuneration of the auditor. 120 days of the AGM, to propose a on, amongst other things, the business further resolution to re-elect the Director, Note: This Resolution follows best practice skills, industry experience, business model in corporate governance by separately seeking ii. the date which is 120 days after the AGM; experiences and other contributions individuals authority for the Audit and Risk Committee and may make (including diversity considerations), to determine the auditor’s remuneration. iii. the date of any announcement by the both as an individual and also in contributing Board that it does not intend to hold to the balance of skills, knowledge and AUTHORITY TO ALLOT SHARES a second vote. capability of the Board as a whole. In addition, 15. That, in accordance with section 551 consideration is given to their time commitment of the Companies Act 2006 (the ‘Act’), In the event that the Director’s re-election is and ability to dedicate the necessary amount the Directors be generally and approved by a majority vote of all shareholders of time to the Company’s affairs and to their unconditionally authorised to exercise at a second meeting, the Director will then role (including attendance at Board and all powers of the Company to allot be re-elected until the next AGM. Committee meetings). shares in the Company and to grant The Company is also required to provide rights to subscribe for or convert any Independence: Each Independent Director’s details of: security into shares in the Company: independence was determined by reference a. up to an aggregate nominal amount i. any previous or existing relationship, to the relevant provisions of the 2018 UK of US$211,156,983; and transaction or arrangement between Corporate Governance Code. The Board an Independent Director and the also considers that each of the Independent b. comprising equity securities (as Company, its Directors, any controlling Directors is independent in character and defined in section 560(1) of the Act) shareholder or any associate of a judgement and that there are no relationships up to an aggregate nominal amount of controlling shareholder; or circumstances which are likely to affect, US$422,313,966 (including within such ii. why the Company considers the or could appear to affect, his/her judgement. limit any shares issued or rights granted proposed Independent Director under paragraph a. above) in connection Selection: For each current Independent is an effective Director; with an offer by way of a rights issue: Director’s selection, recruitment consultants i. to ordinary shareholders in proportion iii. how the Company has determined that were engaged to assist in conducting a search (as nearly as practicable) to their the proposed Director is an Independent to identify suitable candidates. The selection existing holdings; and Director; and process involved providing the recruitment iv. the process by which the Company consultants with a detailed brief of the ii. to people who are holders of other has selected each Independent Director. desired candidate profile against objective equity securities if this is required criteria and a rigorous process of interviews by the rights of those securities or, and assessments being carried out. if the Directors consider it necessary, as permitted by the rights of those securities, subject, in both cases, to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory or any other matter.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 4 23/03/2021 12:00 The Directors may use this power AUTHORITY TO DISAPPLY RESOLUTION 16 IS PROPOSED until the conclusion of the 2022 AGM PRE-EMPTION RIGHTS AS A SPECIAL RESOLUTION (or, if earlier, until the close of business 16. If Resolution 15 is passed, (and in place Note: Under company law, where shares on 30 June 2022) but, in each case, of the power given to them pursuant are issued or treasury shares are sold so that the Company may make offers to the special resolution of the Company for cash they must first be offered to the and enter into agreements during this passed on 20 May 2020), the Board be existing shareholders on a pre‑emptive basis period which would, or might, require generally empowered pursuant to section in accordance with a particular procedure shares to be allotted or rights to 570 and section 573 of the Act to allot set out in company law (unless they are issued subscribe for or convert securities into equity securities (as defined in the Act) or sold in connection with an employee share shares to be granted after the authority for cash under the authority given by that scheme). The Directors are seeking authority ends and the Directors may allot shares resolution and/or to sell ordinary shares (with Resolution 16) to be able to issue shares or grant rights to subscribe for or held by the Company as treasury shares or sell treasury shares for cash without a convert securities into shares under for cash as if section 561 of the Act did pre-emptive offer to existing shareholders any such offer or agreement as if the not apply to any such allotment or sale, in certain circumstances. authority had not ended. such authority to be limited: Seeking the disapplication of pre-emption All existing authorities given to the a. to the allotment of equity securities rights in these circumstances gives the Directors pursuant to section 551 of the and sale of treasury shares in connection Directors flexibility to make an offer to Act will be revoked by this Resolution with an offer of equity securities shareholders without following the particular but without prejudice to the continuing (but in the case of the authority granted procedure in company law. This enables the authority of the Directors to allot under Resolution 15(b), by way of rights Directors to make arrangements in relation shares, or grant rights to subscribe issue only): to treasury shares, fractional entitlements, for or convert any security into shares, i. to ordinary shareholders in proportion record dates or legal, regulatory or practical pursuant to an offer or agreement (as nearly as practicable) to their problems in countries outside the UK or made by the Company before the expiry existing holdings; and any other matter. of the authority pursuant to which ii. to people who are holders of or such offer or agreement was made. Resolution 16 allows the Directors to allot otherwise have rights to other shares and sell treasury shares for cash: Note: The Directors need authority from equity securities if this is required i. in connection with a pre-emptive offer, shareholders to be able to issue shares. by the rights of those securities, or pre-emptive rights issue; or The section 551 authority conferred on subject, in both cases, to such exclusions the Directors at last year’s AGM expires on ii. otherwise up to a nominal value of or other arrangements as the Directors the date of the AGM. It is intended that this US$31,673,547, equivalent to 5 per cent deem necessary or expedient in authority will be renewed each year at the AGM. of the total issued ordinary share capital relation to treasury shares, fractional The Directors are seeking authority to be able of the Company without first having to entitlements, record dates or legal, to allot shares, and grant rights to subscribe for, offer them to existing shareholders in regulatory or practical problems in, or convert any security into, shares: proportion to their holdings. This is in line or under the laws of, any territory with the Pre‑Emption Group’s Statement i. up to a maximum nominal amount of or any other matter; and of Principles (‘the Principles’). US$211,156, 983, representing 422,313,966 b. to the allotment of equity securities or ordinary shares being equivalent to The Principles also support the annual sale of treasury shares authorised under one‑third of the total issued ordinary share disapplication of pre-emption rights in respect Resolution 15(a) (otherwise than under capital of the Company (excluding treasury of allotments of shares and sales of treasury paragraph (a) above) up to an aggregate shares) as at 25 March 2021 (the latest shares for cash representing no more than an nominal amount of US$31,673,547. practicable date before publication of this additional 5 per cent of issued ordinary share notice) (Resolution 15(a)); and Such authority to expire (unless capital (exclusive of treasury shares), to be previously renewed, varied or revoked ii. up to an aggregate nominal amount of used only in connection with an acquisition or by the Company in general meeting) US$422,313,966 in connection with a rights specified capital investment (see Resolution 17). at the end of the next AGM of the issue in favour of ordinary shareholders Company (or, if earlier, at the close of The Board intends to adhere to the provisions (with exclusions to deal with fractional business on 30 June 2022) but, in each in the Principles and not to allot shares or other entitlements to shares and overseas case, prior to its expiry the Company equity securities or sell treasury shares for cash shareholders to whom the rights issue may make offers, and enter into on a non-pre-emptive basis under the authority cannot be made due to legal and practical agreements, which would, or might, in Resolution 16 in excess of an amount equal problems), representing 844,627,932 require equity securities to be allotted to 7.5 per cent of the total issued ordinary ordinary shares being equivalent to (and treasury shares to be sold) after the share capital of the Company (excluding two-thirds of the total issued ordinary authority expires and the Board may allot treasury shares) within a rolling three-year share capital of the Company (excluding equity securities (and sell treasury shares) period, other than with prior consultation treasury shares) as at 25 March 2021, under any such offer or agreement with shareholders or in connection with including within such limit any shares as if the authority had not expired. an acquisition or specified capital investment issued or rights granted under paragraph which is announced together with the allotment (a) of this Resolution (Resolution (15b)). or which has taken place in the preceding This is in line with the latest guidance six-month period and is disclosed in the issued by the Investment Association. announcement of the allotment. The Directors have no present intention of exercising this authority but consider it prudent to maintain the flexibility that this authority provides. Currently there are no shares held in treasury.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 5 23/03/2021 13:05 NOTICE OF MEETING

THE RESOLUTIONS CONTINUED

17. If Resolution 15 is passed, the Board SHARE BUYBACK Under UK company law, the Company can: be generally empowered pursuant to 18. To authorise the Company, for the i. hold the shares it has repurchased as section 570 and section 573 of the Act, purposes of section 701 of the Act, treasury shares and resell them for cash in addition to any authority granted to make market purchases (as defined or cancel them, either immediately or in under Resolution 16 to allot equity in section 693 of the Act) of ordinary the future; or securities (as defined in the Act) for shares of US$0.50 each in the capital ii. use them for the purposes of its employee cash under Resolution 15 and/or to sell of the Company provided that: share schemes. ordinary shares held by the Company a. the maximum aggregate number as treasury shares for cash as if section of ordinary shares which may be The Directors intend to hold any shares 561 of the Act did not apply to any such purchased is 126,694,189; purchased under this authority as treasury allotment or sale, such authority to be: shares. This will give the Company the ability b. the minimum price which may be paid to resell, transfer or cancel them in the future, a. limited, in the case of the authority for each ordinary share is US$0.50; and granted under Resolution 15(a), and so gives the Company greater flexibility c. the maximum price (excluding expenses) to the allotment of equity securities in managing its capital base. Treasury shares which may be paid for any ordinary share for cash or sale of treasury shares do not have voting rights or receive dividends. does not exceed the higher of: for cash up to a nominal amount Any treasury shares sold by the Company i. 5 per cent above the average closing of US$31,673,547; and will count towards the number of shares which, price of such shares on the London b. used only for the purposes of financing if Resolutions 16 and 17 are passed, may be Stock Exchange Daily Official List (or refinancing, if the authority is to be issued or sold without first offering them to for the five business days prior used within six months after the original existing shareholders (except when sold in to the date of purchase; and transaction) a transaction which the connection with an employee share scheme). Board determines to be an acquisition ii. the higher of the price of the If Resolution 18 is approved, the Board will use or other capital investment of a kind last independent trade and the this authority only after careful consideration, contemplated by the Statement of highest current independent bid taking into account: Principles on Disapplying Pre-Emption on the trading venue where the Rights most recently published by purchase is carried out. i. market conditions at the relevant time; the Pre‑Emption Group prior to the This authority will expire at the earlier ii. other investment opportunities; date of this notice. of the end of the next AGM of the iii. appropriate gearing levels; Such authority to expire at the end of the Company or at the close of business iv. the overall position of the Company; next AGM of the Company (or, if earlier, on 30 June 2022, unless the authority is v. the effect on earnings per share at the close of business on 30 June 2022) renewed before then (except in relation (excluding items not related to but, in each case, prior to its expiry to a purchase of ordinary shares where underlying business performance); and the Company may make offers, and enter the contract was concluded before into agreements, which would, or might, the expiry of the authority but which vi. the overall benefit for shareholders. require equity securities to be allotted might be executed wholly or partly The total number of warrants and options (and treasury shares to be sold) after the after that expiry). to subscribe for shares issued by the Company authority expires and the Board may allot outstanding at 25 March 2021 was 12,508,491. RESOLUTION 18 IS PROPOSED equity securities (and sell treasury shares) This represents 0.99 per cent of the issued AS A SPECIAL RESOLUTION under any such offer or agreement share capital at that date (excluding treasury Note: Resolution 18 grants authority to the as if the authority had not expired. shares). If the Company were to purchase Company to purchase up to 126,694,189 the maximum number of shares permitted RESOLUTION 17 IS PROPOSED ordinary shares until the earlier of the next under this Resolution, then the total number AS A SPECIAL RESOLUTION AGM of the Company in 2022 or at the of warrants and options to subscribe for Note: The purpose of Resolution 17 is to close of business on 30 June 2022, whichever shares issued by the Company outstanding at authorise the Directors to allot new shares occurs first. This represents 10 per cent of the 25 March 2021 would represent 1.10 per cent under the allotment authority given by ordinary shares in issue as at 25 March 2021 of the total issued ordinary share capital Resolution 15, or sell treasury shares, for (excluding treasury shares). The Company’s (excluding treasury shares). cash up to a further nominal amount of exercise of this authority is subject to the upper US$31,673,547, equivalent to 5 per cent and lower limits on the price payable set out Due to the significant shareholdings of the of the total issued ordinary share capital of in the Resolution. Currently, the Company has Vitol and HIP Oils Limited and the Company as at 25 March 2021, only in no plans to purchase its own shares, however Helios Holdings Limited (together ‘Helios’) connection with an acquisition or specified the authority provides the flexibility to allow groups, any market purchase would most capital investment which is announced together it to do so in the future. likely be subject to prior consultation with with the allotment, or which has taken place in the Takeover Panel and may require further the preceding six-month period and is disclosed shareholder approval in order to avoid in the announcement of the issue. This is in line technically triggering a mandatory offer with the template resolutions published by the obligation under Rule 9 of the Takeover Code. Pre‑Emption Group. If the authority given in Resolution 17 is used, the Company will publish details of the placing in its next Annual Report.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 6 23/03/2021 12:00 POLITICAL DONATIONS CONSENT TO SHORT NOTICE AND EXPENDITURE 20. To authorise the Board to call 19. To authorise the Company and its general meetings (other than annual subsidiaries during the period this general meetings) on a minimum Resolution has effect, for the purposes of 14 clear days’ notice. of Part 14 of the Act: RESOLUTION 20 IS PROPOSED a. to make political donations to political AS A SPECIAL RESOLUTION parties and/or independent election Note: The minimum notice period for general candidates not exceeding £100,000; meetings of listed companies is 21 days, but b. to make political donations to political companies may reduce this period to 14 days organisations other than political parties (other than for annual general meetings) not exceeding £100,000; and provided that two conditions are met. The first c. to incur political expenditure not condition is that the Company offers a facility exceeding £100,000, provided that the for shareholders to vote by electronic means. aggregate of donations and expenditure This condition is met if the Company offers a under (a), (b) and (c) does not exceed facility, accessible to all shareholders, to appoint £100,000. a proxy by means of a website. The Company This authority will expire at the earlier meets the requirements for electronic voting of the end of the next AGM or at the under the relevant regulations. close of business on 30 June 2022. The second condition is that there is an Words and expressions defined for annual resolution of shareholders approving the purpose of the Act have the same the reduction of the minimum notice period meaning in this Resolution. from 21 days to 14 days. Note: The Act requires shareholder approval In common with many other listed companies, for donations by companies to: Resolution 20 seeks approval for 14 days as i. registered political parties; the minimum period of notice for all general meetings of the Company other than annual ii. other political organisations; general meetings. This will be effective until iii. independent election candidates, the end of the Company’s 2022 AGM, when totalling more than £5,000 in any it is intended that the approval be renewed. 12-month period; and The Board will consider on a case-by-case basis iv. for any political expenditure whether the use of the flexibility offered by (subject to limited exceptions). the shorter notice period is merited, taking into The definition of donation in this context is account the circumstances, including whether very wide and extends to bodies concerned the business of the meeting is time‑sensitive with policy review, law reform and the and whether it is thought to be to the representation of the business community. advantage of shareholders as a whole. It could also include special interest groups, The Directors believe that the proposed such as those involved with the environment, resolutions described in this Notice are in which the Company and its subsidiaries might the best interests of the Company and its wish to support, even though these activities shareholders as a whole. They recommend are not designed to support or influence you give them your support by voting in favour support for a particular political party. of all the resolutions, as they intend to do in The Company’s policy is not to make political respect of their own beneficial shareholdings. donations or incur political expenditure as By order of the Board those expressions are normally understood. However, the Directors consider that it is in the best interests of the shareholders for the MINNA GONZALEZ-GOMEZ Company to participate in public debate and COMPANY SECRETARY opinion-forming on matters which affect its business. To avoid inadvertently infringing the Act, the Directors are seeking authority for the 26 March 2021 Company and its subsidiaries to make political donations and to incur political expenditure during the period from the date of the The Peak, 5th Floor AGM in 2021 to the end of the AGM in 2022 5 Wilton Road or at the close of business on 30 June 2022 London SW1V 1AN (whichever occurs first). This is subject to United Kingdom a maximum aggregate amount of £100,000.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 7 23/03/2021 12:00 NOTICE OF MEETING

IMPORTANT NOTES

The following notes explain your Alternatively, UK shareholders can request a The message, regardless of whether it paper proxy form by contacting our Registrars, constitutes the appointment of a proxy general rights as a member and Link Group (their contact details are available or is an amendment to the instruction your right to attend and vote at the on page 9) and returning it to the address given to a previously appointed proxy must, 2021 AGM or to appoint someone shown on the form. Further information on in order to be valid for the AGM to be held on else to vote on your behalf. submitting an original or duly certified copy 18 May 2021 and any adjournment(s) thereof, of a power of attorney or other authority be transmitted so as to be received by the (if any) can also be provided by our Registrars, Company’s Registrar, Link Group (ID RA10), no WHAT IS THE SOUTH AFRICAN Link Group. later than 2:00 p.m. on Friday, 14 May 2021 or, RECORD DATE? If you return more than one proxy if the AGM is adjourned, 48 hours (excluding The record date on which South African appointment, either by paper or electronic non-working days) before the time fixed for shareholders must be recorded as such on the communication, that which is received last by the adjourned AGM. For this purpose, the South African sub-register of the Company is the Company’s Registrar before the latest time time of receipt will be taken to be the time Friday, 7 May 2021, in order to be entitled to for the receipt of proxies will take priority. (as determined by the time stamp applied to participate and vote at the AGM. Accordingly, the message by the CREST Application Host) the last day to trade in ordinary shares of the If you own shares jointly, any one shareholder from which the Company’s Registrars are Company is Tuesday, 4 May 2021. may sign the proxy or voting form. If more than able to retrieve the message by enquiry to one joint holder submits a card, the instruction CREST in the manner prescribed by CREST. WHAT IMPACT WILL COVID-19 given by the first listed on the shareholder After this time, any change of instructions to HAVE ON THE ARRANGEMENT register will prevail. The return of a completed proxies appointed through CREST should FOR THE AGM? form will not prevent you as a shareholder be communicated to the appointee through We are closely monitoring developments on from attending the AGM and voting in person. other means. the COVID-19 outbreak and the corresponding guidance and responses from government If you are an institutional investor you may I’M A NOMINATED PERSON – and regulatory bodies. We have established be able to appoint a proxy electronically HOW CAN I VOTE? a dedicated section of our website via the Proxymity platform, a process Any person to whom this Notice is sent who https://investors.vivoenergy.com/ which has been agreed by the Company is a person nominated under section 146 of the shareholder-information/agm-information and approved by the Registrar. For further Act to enjoy information rights (a Nominated where we will provide updates on our information regarding Proxymity, please go to Person) may, under an agreement between him AGM plans should any changes be necessary. www.proxymity.io. Your proxy must be lodged or her and the shareholder by whom he or she by 2:00 p.m. on Friday, 14 May 2021 in order was nominated, have a right to be appointed Please refer to the Chairman’s letter on to be considered valid. Before you can appoint (or to have someone else appointed) as a proxy page 2 for further information. a proxy via this process you will need to have for the AGM. If a Nominated Person has no WHAT IS MY ENTITLEMENT agreed to Proxymity’s associated terms and such proxy appointment right or does not wish TO VOTE? conditions. It is important that you read these to exercise it, he or she may, under any such The Company, pursuant to Regulation 41 of carefully as you will be bound by them and agreement, have a right to give instructions the Uncertificated Securities Regulations 2001 they will govern the electronic appointment to the shareholder as to the exercise of and section 311 of the Act, specifies that only of your proxy. voting rights. those shareholders listed on the Register of Please note that our Registrar must The statement of the rights of shareholders Shareholders as at close of business (5:00 p.m. receive your vote no later than 2:00 p.m. in relation to the appointment of proxies London time) on Friday, 14 May 2021 (or, if the on Friday, 14 May 2021 or, if the AGM is (set out previously on this page) does not apply AGM is adjourned, close of business (5:00 p.m. adjourned, 48 hours (excluding non‑working days) to Nominated Persons. The rights described in London time) on the date two working days before the time fixed for the adjourned AGM. these notes can only be exercised by a member before the time fixed for the adjourned AGM) of the Company. shall be entitled to attend and vote at the AGM A paper voting instruction form will be sent in respect of the number of shares registered to our South African registered shareholders HOW DO I APPOINT A in their name at that time. In each case, changes – please see the voting instruction form for CORPORATE REPRESENTATIVE? to entries on the Register after such time shall details of when your votes must be received by Any corporation which is a member can be disregarded in determining the rights of your Central Securities Depository Participant appoint one or more corporate representatives any person to attend or vote at the AGM. or broker. who may exercise on its behalf powers as a member provided that, in the case of I CANNOT ATTEND THE I AM A CREST MEMBER – CAN I USE THE CREST SYSTEM TO VOTE? multiple corporate representatives for the MEETING BUT WANT TO VOTE – same corporate member, such corporate WHAT CAN I DO? CREST members who wish to appoint a proxy or proxies through the CREST representatives do not do so in relation If you are a member and cannot attend, we to the same shares. recommend that you appoint the Chairman or electronic proxy appointment service may do any other person to attend, speak and vote on so by using the procedures described in the If two or more representatives purport to vote your behalf. This person is called your proxy. CREST manual available via euroclear.com. in respect of the same shares: CREST personal members or other CREST Your proxy does not have to be a member – if they purport to exercise the power but you must arrange to notify the Company’s sponsored members, and those CREST members who have appointed a service in the same way as each other, the power Registrar of your proxy appointment. You can is treated in that way; and instruct your proxy how to vote. Where no provider(s), should refer to their CREST sponsor or voting service provider(s), who will – in other cases, the power is treated specific instruction is given, your proxy may as not exercised. vote at his or her discretion or refrain from be able to take the appropriate action on their voting, as he or she sees fit. You can appoint behalf. We recommend that you appoint the Where a single corporate member appoints more than one proxy in relation to different Chairman as your proxy. multiple corporate representatives to shares within your holding. In order for a proxy appointment or instruction exercise powers over different shares, those made using the CREST service to be valid, the same corporate representatives may vote Ahead of the 2021 AGM we are not sending appropriate CREST message (a CREST Proxy differently from one another in relation paper proxy forms to our UK shareholders. Instruction) must be properly authenticated to any particular resolution. Our UK shareholders are being encouraged in accordance with Euroclear UK & Ireland to appoint their proxy and submit their votes Limited’s specification, and must contain online by logging on to www.signalshares.com the information required for such instruction, and following the instructions given. as described in the CREST Manual.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 8 23/03/2021 12:00 WHAT DOCUMENTS DO CAN A MEMBER REQUEST In order for shareholders to avail themselves YOU HAVE AVAILABLE THE COMPANY TO PUBLISH of this right, the requesting shareholder(s) must FOR INSPECTION? STATEMENTS RELATED TO represent at least 5 per cent of the total voting The following documents are available for THE AUDIT? rights or comprise 100 shareholders entitled to inspection during normal business hours Under section 527 of the Act, shareholders vote with an average of at least £100 of paid-up at the Company’s registered office on any meeting the threshold requirements set out share capital per member. business day and may also be inspected at in that section have the right to require the HOW DO I FIND THE AGM VENUE? the Park Plaza Victoria Hotel, Company to publish on a website a statement UNDERGROUND AND RAIL 239 Vauxhall Bridge Road, Pimlico, setting out any matter relating to: The nearest underground station is London SW1V 1EQ, United Kingdom, – the audit of the Company’s accounts Victoria Station on the Victoria, Circle and from 15 minutes before the AGM until (including the Auditors’ Report and the District lines which is approximately a 5 minute the conclusion of the meeting: conduct of the audit) that are to be laid walk to the venue. – copies of Directors’ service contracts with before the AGM; or BY CAR the Company; – any circumstance connected with an The nearest car park is located at the – copies of Non-Executive Directors’ letters auditor of the Company ceasing to hold Park Plaza Victoria Hotel. Please note that of appointment; and office since the previous meeting at which parking spaces are limited and must be booked annual accounts and reports were laid in – copies of deeds of indemnities granted directly with the hotel. Parking charges may apply. to each Director. accordance with section 437 of the Act. A map of the location is included on page 1. CAN I ASK A QUESTION The Company may not require the AT THE AGM? shareholders requesting any such website CAN I ATTEND THE Shareholders attending the AGM have the right publication to pay its expenses in complying AGM IN PERSON? to ask questions on the business of the meeting. with section 527 or 528 of the Act. Where We strongly advise you to follow government The Chairman need not answer if, for example, the Company is required to place a statement guidance and regulations in place at the time it would involve disclosing confidential on a website under section 527 of the Act, it of the AGM. must forward the statement of the Company’s information, would not be in the Company’s Provided that restrictions on travel and Auditors not later than the time when it makes interest or would disrupt the good order public gatherings permit, shareholders will the statement available on the website. of the AGM. be permitted to attend the AGM in person. HOW CAN I VOTE The business, which may be dealt with at Nevertheless, you are strongly advised to AT THE MEETING? the AGM, includes any statement that the appoint a proxy (we suggest the Chairman) Shareholders and their proxies or corporate Company has been required under section 527 and submit votes prior to the meeting. If you representatives will be given a poll card at of the Act to publish on a website. wish to attend the meeting in person, please advise Link Group at least 48 hours in advance, registration. After opening the meeting, CAN SHAREHOLDERS REQUIRE so that appropriate arrangements to ensure the Chairman will put all the resolutions to CIRCULATION OF A RESOLUTION safety of all participants can be made. the meeting and poll boxes will be available TO BE PROPOSED AT THE AGM for you to deposit your completed card. OR REQUEST TO HAVE A MATTER WHAT ARE THE ARRANGEMENTS Please remember to sign it. OF BUSINESS DEALT WITH AT ON THE DAY OF THE AGM? The poll will close 15 minutes after THE AGM? On arrival, you will be directed to the the AGM ends. Sections 338 and 338A of the Act can registration desk to register your attendance. require the Company: Shareholders and proxies may be required WHEN WILL THE AGM VOTING – to give to shareholders notice of a resolution to provide proof of identity. RESULTS BE PUBLISHED? which may properly be moved and is It is expected that the total of the votes cast Shareholders who hold their shares in a intended to be moved at that meeting; and by shareholders For or Against or Withheld nominee account should request a letter on each resolution will be released to the – to include in the business to be dealt of representation if they wish to register their market and published on the Company’s with at the AGM a matter (other than vote at the meeting. The admission process website on Tuesday, 18 May 2021. a proposed resolution) which may be could take longer without identification. properly included in the business at the Staff from our Registrar, Link Group, will be WHAT IS THE COMPANY’S meeting. A resolution may be properly on duty to assist shareholders. NUMBER OF ISSUED SHARES moved or a matter may properly be AND TOTAL VOTING RIGHTS? included in the business (a matter of Please ensure that mobile phones are As at 25 March 2021, being the latest business) unless: switched off throughout the AGM. practicable date prior to printing this document, – (in the case of a resolution only) the Company’s issued ordinary share capital I HAVE A QUESTION ABOUT THE it would, if passed, be ineffective consists of 1,266,941,899 ordinary shares, AGM AND/OR MY SHAREHOLDING, (whether by reason of inconsistency carrying one vote each. WHO CAN I CONTACT? with any enactment or the Company’s If you have any questions about the The total voting rights in the Company as at constitution or otherwise); AGM or your shareholding, please contact our 25 March 2021 are 1,266,941,899 ordinary – it is defamatory of any person; or Registrar, Link Group, by post at 10th Floor, shares. The Company does not hold shares – it is frivolous or vexatious. Central Square, 29 Wellington Street, in treasury. Such a request may be in hard copy form Leeds LS1 4DL or by telephone on or in electronic form, must identify the 0371 6640300. If you are outside the United resolution of which notice is to be given or Kingdom, please call +44 (0) 371 664 0300. the matter to be included in the business, Calls are charged at the standard geographic must be authenticated by the person or rate and will vary by provider. Calls outside persons making it, must be received by the the United Kingdom will be charged at the Company not later than Monday, 5 April 2021, applicable international rate. Lines are open being the date six clear weeks before the AGM, between 9:00 a.m.-5:30 p.m., Monday to Friday and (in the case of the matter to be included excluding public holidays in England and Wales. in the business only) must be accompanied by a statement setting out the grounds for the request.

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 9 23/03/2021 12:00 NOTICE OF MEETING

BOARD OF DIRECTORS DIRECTORS’ BIOGRAPHIES

The following biographies are of those Directors seeking election or re‑election at the AGM. They set out the key strengths and experience of each Director which are relevant to the long‑term sustainable success of the Company and therefore the reason why the Board believes each Director’s contribution is, and continues to be, important to the Company’s long‑term sustainable success:

Committee membership key Audit and Risk Committee Nominations and Governance Committee Remuneration Committee Chair

JOHN DALY CHRISTIAN CHAMMAS DOUGLAS LAFFERTY CHAIRMAN CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER Tenure: 2 years 11 months Tenure: 2 years 11 months Tenure: 1 month Appointment: 20 April 2018 Appointment: 20 April 2018 (prior to this he Appointment: 1 February 2021 Independent: Yes was Chief Executive Officer of the Group with Independent: No effect from 2 January 2012) Key strengths applicable to the Company’s Key strengths applicable to the Company’s long-term sustainable success: Public company Independent: No long-term sustainable success: Strong governance, business development, risk Key strengths applicable to the Company’s international experience working in emerging management, executive leadership, stakeholder long-term sustainable success: Extensive and developing markets, strategic and and investor relations, environment, health, experience of downstream energy business operational finance, accounting and audit, risk safety and sustainability. in Africa, emerging markets, executive management, foreign exchange management, Experience relevant to the Company’s leadership, risk management, stakeholder and executive leadership and talent development, long‑term sustainable success: John brings investor relations, environment, health, safety investor and government relations, mergers strong international and consumer expertise and sustainability. and acquisitions and corporate governance. to the Board having held various executive Experience relevant to the Company’s Experience relevant to the Company’s leadership positions over the course of 20 years long‑term sustainable success: Christian has long‑term sustainable success: Newly at British American Tobacco plc (‘BAT’). extensive experience in the energy sector and appointed to Vivo Energy, Doug has extensive His most recent positions at BAT were chief has a deep knowledge of Africa and emerging knowledge and wide ranging experience in operating officer (2010‑2014) and regional markets. Prior to joining the Group, Christian senior finance and executive management roles director for Asia Pacific, based in Hong Kong was at Total for 31 years where he held several within multinational companies. Prior to joining (2004‑2010). John is a former director of executive positions in Central America, the the Group, Doug spent three years as CFO Reynolds American Inc., a US public company Caribbean, Pacific and India. Christian served and Executive Director for Williams Grand owned 42 per cent by BAT. Prior to his as chief executive officer for the Total group Prix Holdings plc. Doug has also held a range of time with BAT, John held various sales and of companies in Nigeria, Cameroon and Kenya, senior positions during a 16-year international marketing positions with Johnson & Johnson, followed by successive positions as executive career with British American Tobacco, including Bristol‑Myers Squibb, Pennwalt Corporation vice president for the Total group of companies Group Head of Commercial Finance and and Schering‑Plough. Until November 2020 for Central Africa, executive vice president for Regional Head of Finance for the Americas. John was a non‑executive director the Total group of companies for Caribbean Doug’s responsibilities include group financial of Glanbia plc. and Central America, and as Total group control, treasury and credit, investor relations, External Public Appointments representative for India and executive internal audit, IT and procurement. plc – non-executive chairman country chairman for downstream companies. External Public Appointments His last position at Total was as executive Committee Membership None vice president for the MENA region in the Committee Membership downstream division. None Nationality External Public Appointments Nationality None Committee Membership None Nationality

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 10 23/03/2021 12:00 THEMBALIHLE HIXONIA NYASULU CAROL ARROWSMITH CHRISTOPHER ROGERS SENIOR INDEPENDENT INDEPENDENT INDEPENDENT DIRECTOR NON-EXECUTIVE DIRECTOR NON-EXECUTIVE DIRECTOR Tenure: 2 years 11 months Tenure: 2 years 11 months Tenure: 2 years 11 months Appointment: 20 April 2018 Appointment: 20 April 2018 Appointment: 22 April 2018 Independent: Yes Independent: Yes Independent: Yes Key strengths applicable to the Company’s Key strengths applicable to the Company’s Key strengths applicable to the Company’s long-term sustainable success: Public company long-term sustainable success: Public company long-term sustainable success: Public company governance, business development, mergers governance, listed company remuneration, governance, listed company remuneration, and acquisitions, risk management, executive business development, mergers and acquisitions, business development, corporate finance, leadership, stakeholder and investor relations. risk management, executive leadership and accounting and audit, mergers and acquisitions, Experience relevant to the Company’s stakeholder and investor relations. risk management, executive leadership and long‑term sustainable success: Hixonia has Experience relevant to the Company’s stakeholder and investor relations. global experience across multiple sectors long‑term sustainable success: Carol Experience relevant to the Company’s in South Africa and Europe for blue-chip has extensive experience of executive long‑term sustainable success: Chris is a companies, as well as on the Banking Enquiry remuneration. For over 20 years, she Chartered Accountant and has extensive panel for the South African Competition specialised in advising boards of directors financial and commercial experience. Chris was Commission. She held numerous management on executive remuneration across a range a director of Whitbread plc from 2005 to 2016 roles at Unilever in South Africa between of sectors. She is a former vice chair and where he served as group finance director from 1978 and 1984, and subsequently founded two senior partner of Deloitte LLP, a global 2005 to 2012 and managing director of Costa highly successful companies. She has substantial partner in Arthur Andersen and managing Coffee from 2012 to 2016. He was group finance experience as a non‑executive director director of New Bridge Street Consultants. director of Woolworth Group plc and chairman having held non-executive director positions Carol is a fellow of the Chartered Institute of the Woolworth Entertainment businesses at Unilever Plc, Sasol Ltd, Anglo Platinum Ltd, of Personnel and Development. from 2001 to 2005. Previously he held senior the Development Bank of Southern Africa, External Public Appointments roles in both finance and commercial functions Nedbank and served as a member of the Compass Group plc – non-executive director in Comet Group plc and Kingfisher. JPMorgan Advisory Board for South Africa and chair of their remuneration committee External Public Appointments until October 2013. plc – non-executive director and chair plc – non-executive director External Public Appointments of their remuneration committee Kerry Group plc – non‑executive director Anglo American plc – non-executive director Sanderson Design Group plc – Committee Membership Committee Membership non‑executive director

Committee Membership Nationality Nationality Nationality

GAWAD ABAZA JAVED AHMED TEMITOPE LAWANI INDEPENDENT NON-EXECUTIVE DIRECTOR NON-EXECUTIVE DIRECTOR NON-EXECUTIVE DIRECTOR (VITOL APPOINTED DIRECTOR) (HELIOS APPOINTED DIRECTOR) Tenure: 2 years 3 months Tenure: 3 years 0 months Tenure: 3 years 0 months Appointment: 1 December 2018 Appointment: 12 March 2018 Appointment: 16 March 2018 Independent: Yes (previously a supervisory board member (previously a supervisory board member of Vivo Energy Holding B.V. the former of Vivo Energy Holding B.V. the former Key strengths applicable to the Company’s Group holding company) Group holding company) long-term sustainable success: Public company governance, business development, mergers Independent: No Independent: No and acquisitions, risk management, executive Key strengths applicable to the Company’s Key strengths applicable to the Company’s leadership, stakeholder and investor relations. long-term sustainable success: Business long-term sustainable success: Business Experience relevant to the Company’s development, mergers and acquisitions, development, the African market, mergers long‑term sustainable success: Gawad has risk management and executive leadership. and acquisitions, risk management and a wealth of African commercial experience. Experience relevant to the Company’s executive leadership. He has significant operational knowledge of long‑term sustainable success: Javed Experience relevant to the Company’s running consumer‑focused businesses across joined Vitol in 2009 and leads its global long‑term sustainable success: Temitope is the African continent having held several investing activity. Prior to this, he was a co-founder and managing partner of Helios senior management positions in the with Morgan Stanley from 1997 to 2009 Investment Partners, the largest Africa‑focused Middle East and Africa at Kraft, Cadbury where he held positions including managing private investment firm and the CEO and a and Mondelez International. director and the head of acquisitions and director of Helios Fairfax Partners. Prior to this, Other External Appointments structured transactions for Morgan Stanley’s he was a principal at TPG Capital. Having began Gama Transformation Consultancy LLC – commodities group. his career at the Walt Disney Company as an managing director Other External Appointments M&A and corporate development analyst, he went on to serve on the boards of various Committee Membership Positions at a number of Vitol’s portfolio companies, including Petrol Ofisi, VTTI, corporate enterprises. He is currently a VPI Holding and OVH Holding member of the MIT Corporation, the MIT School of Engineering Dean’s Advisory Council, Nationality Committee Membership the Harvard Law School’s Dean’s Advisory Board, and on the board of the END Fund. Nationality Other External Appointments Helios Towers plc – non-executive director Positions at a number of Helios’ portfolio companies, including Mall for Africa, Zola Electric, OVH Energy and Axxela Committee Membership None Nationality

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35_VIVO_AR20_Notice_of_Meeting_v71.indd 11 23/03/2021 12:00 VIVO ENERGY PLC The Peak, 5th Floor 5 Wilton Road, London SWIV IAN United Kingdom

35_VIVO_AR20_Notice_of_Meeting_v71.indd 12 23/03/2021 12:00